WEB ACCELERATED MARKETING ACCEPTABLE USE AGREEMENT
BY CLICKING THE “I ACCEPT” BUTTON FOR THIS SUBSCRIPTION AND SERVICE AGREEMENT, WEB ACCELERATED MARKETING (HEREAFTER “WAM”), A SUBSCRIPTION SERVICE AND BRAND NAMED PRODUCT OWNED EXCLUSIVELY BY NEW WAY MEDIA CORPORATION, A NEVADA CORPORATION (HEREAFTER “NEW WAY MEDIA”), AND YOU (THE “SUBSCRIBER”) AGREE TO THE FOLLOWING TERMS AND CONDITIONS.
Subscriber and Users. The term “Subscriber” shall mean the business or legal entity identified to New Way Media during registration for the WAM Service via this Web site, including if the Subscriber is representing, acting or in any way under the direction of another business, or other businesses or individuals. Any individual employees, customers, vendors or agents, who access this account, will be known collectively as “Users”.
Accurate Subscriber Information. The Subscriber agrees to provide New Way Media with accurate billing and contact information, including legal name, company name (if applicable), street address, telephone number, and Email address. The Subscriber also agrees to notify New Way Media of any changes to this information within a period not to exceed Fifteen (15) days. New Way Media reserves the right to terminate Subscriber access to the Service, without any obligation to return Subscriber data, if the Subscriber provides false or fraudulent contact or billing information.
Service and Subscription. New Way Media will provide Subscriber with the use of the WAM web-based software, consisting of a browser interface, data transmission, data encryption, available data access, and data storage (the “Service”). The Subscriber’s sign-up and registration for, or use of, the Service shall be deemed to be agreement by the Subscriber to abide by all the terms and conditions of this Agreement (the “Subscription”). EACH WAM SUBSCRIPTION AND SERVICE IS REGISTERED TO ONE URL DESIGNATED BY SUBSCRIBER AT TIME OF SIGN-UP AND MAY NOT BE USED IN CONNECTION WITH ANY OTHER SUBSCRIBER OR URL.
Service Access and Availability. The Subscriber is responsible for obtaining and maintaining all computer hardware, software and communications equipment needed to access the Service, and for paying all third-party access charges incurred while using the Service. New Way Media does NOT warrant that the Web Accelerated Marketing Service will have 100% uptime reliability. The Web Accelerated Marketing Service may from time to time experience outages or become otherwise unavailable. Subscriber agrees that in those events, they are NOT entitled to a refund, partial or whole of any subscription or other fees for any Service outages or lost data.
Subscriber Data. As between New Way Media and Subscriber, Subscriber shall own all data, information or material that Subscriber enters into the Services or has entered on its behalf ("Subscriber Data"). Except as permitted in this Agreement, New Way Media will not edit, delete, use or disclose the contents of Subscriber Data unless authorized by the Subscriber or unless New Way Media is required to do so by law or in the good faith belief that such action is necessary to: (1) conform with applicable laws or comply with legal process served on New Way Media; (2) protect and defend the rights or property of New Way Media; or (3) enforce this Agreement. New Way Media may aggregate, report on or provide statistical information in aggregate form to third parties on any data, but such information will NOT include personally identifying information. New Way Media may access Subscriber Data to respond to service or technical problems with the Service. Subscriber is solely responsible for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all Subscriber Data, and New Way Media assumes no responsibility for the deletion, correction, destruction, loss, infringement or failure of the Services to store any Subscriber Data.
Storage. New Way Media reserves the right to establish a maximum amount of memory or other computer storage and a maximum amount of Subscriber Data that Subscriber may store, post or transmit on or through the Service. Subscriber shall be responsible for maintaining an archive or back-up copy of all Subscriber Data, and New Way Media shall have no liability for any loss of Subscriber Data, whether caused by New Way Media or any third party service provider.
Subscriber Account Security and Passwords. WAM shall issue to Subscriber, or shall authorize a Subscriber administrator to issue, a password for each user authorized to use Subscriber's account. Subscriber and its users are responsible for maintaining the confidentiality of all passwords and for ensuring that each password is used only by the authorized user. Subscriber is entirely responsible for any and all activities that occur under the Subscriber's account. New Way Media will maintain Subscriber passwords as confidential and will not disclose them to third parties. Any unauthorized use or breach of security of a Subscriber account, and where applicable other accounts established by the Subscriber, shall be reported immediately to New Way Media. New Way Media shall have no liability for any loss or damage arising from Subscriber's failure to comply with these requirements.
Inappropriate Use. Subscriber will not use the Service in any way to transmit through the Service any unlawful, harassing, libelous, threatening, harmful, pornographic, vulgar, obscene or otherwise objectionable material of any kind. Subscriber agrees to honor all unsubscribe requests. NEW WAY MEDIA HAS A STRICT POLICY OF NOT PROVIDING SERVICES TO ANY SUBSCRIBERS THAT PARTICIPATE IN SENDING UNSOLICITED COMMERCIAL EMAIL (“UCE”) OR "SPAM". ANY VIOLATION OF NEW WAY MEDIA’S SPAM POLICY DEFINED HERE WILL RESULT IN IMMEDIATE TERMINATION OF SUBSCRIBER ACCOUNT. Subscriber may not use New Way Media's Services to collect or "harvest" personal or information of anyone without their express prior permission. Subscriber may not import contact lists that can not be verified as expressly permitted by those contacts. New Way Media shall have broad authority to interpret and enforce inappropriate Use, including definition, blocking usage, suspension and/or termination of accounts.
Subscriber Support. The WAM service includes Subscriber support in the form of self-administered help notes and other files in the WAM suite as well as email support on a first come, first serve basis. New Way Media, or its designee(s), shall provide Email support during normal business hours, 9:00am to 5:00pm Eastern Standard Time Monday-Friday, except on company designated holidays. Telephone support is available to Subscribers electing additional support pages that may require additional charges or on a fee basis.
Data Security and Back-ups. New Way Media will maintain the WAM Services at a reputable third party Internet service provider and hosting facility, where they are subject to commercially reasonable security precautions to prevent unauthorized access to the Services. Subscriber acknowledges that, notwithstanding such security precautions, use of or connection to the Internet provides the opportunity for unauthorized third parties to circumvent such precautions and illegally gain access to the Services and Subscriber Data. ACCORDINGLY, NEW WAY MEDIA CANNOT AND DOES NOT GUARANTEE THE PRIVACY, SECURITY OR AUTHENTICITY OF ANY INFORMATION SO TRANSMITTED OVER OR STORED IN ANY SYSTEM CONNECTED TO THE INTERNET. All data contained in WAM will be fully backed up on a weekly basis. Data that has been modified is backed up with a process known as Daily Differentials. Daily Differentials back up only the data that is modified on a daily basis. There is a maximum two week retention period on all full back-ups and one day retention on Daily Differentials. New Way Media is NOT responsible for Subscriber Data that is lost by the Subscriber’s use of WAM.
Sockets. WAM allows for the capability of inserting code (known as “Sockets”) into Subscriber’s Web pages. Sockets transmit data from the WAM Service to and from the Web page(s) they are inserted into. Subscriber hereby acknowledges that the use of Sockets may cause your Web page(s) to generate errors, alter the information and/or layout displayed in the Web page(s) and may create other obstructions or adversely affect page load times. Subscriber agrees that New Way Media will NOT be held responsible for any results created by Subscriber’s use of Sockets.
Sweepstakes. Subscriber acknowledges and understands that sweepstakes are governed differently in all fifty states. Subscriber agrees that before running any sweepstakes using the Feedback tool, they will seek legal council on the rules governing sweepstakes in their states and will make sure that their use of WAM and in particular the use of Choose Winners will comply with their state regulations. SUBSCRIBER AGREES TO RELEASE NEW WAY MEDIA FROM ANY AND ALL LIABILITY FOR COMPLIANCE OF FEDERAL STATE AND LOCAL RULES SURROUNDING SWEEPSTAKES AND ANY OTHER GAMING LAWS.
Proprietary and Intellectual Property. Subscriber acknowledges and agrees that the Service is and uses software that is Proprietary and is Intellectual Property owned by New Way Media exclusively. The Subscriber is being granted an individual, non-exclusive, non-transferable subscription to use the Service subject to the terms and conditions of this Agreement. The Subscriber acknowledges, and agrees, that the Subscriber, its employees or agents, are expressly prohibited, directly or indirectly, from attempting to discover the source code, underlying algorithms, or technology of the Software; rent, lease, sell, assign, or transfer rights to the Service; modify or make derivative works based on the software; or use the Service in any service bureau or timeshare capacity. The Subscriber acknowledges, and agrees, that New Way Media retains exclusive ownership throughout the world of its Services, including portions or copies, and all rights not expressly granted to the Subscriber are reserved by New Way Media.
Identification of New Way Media. Subscriber agrees and hereby authorizes New Way Media’s and/or WAM’s identification may be annotated within the code, in the emails sent, or embedded inside of any and all of the tools contained in the Service.
Publicity. New Way Media may use Subscriber’s name as part of a general list of Subscribers and may refer to Subscriber as a Subscriber of the Service in its advertising, public relations and marketing materials. Subscriber agrees that any press release or other public comments issued by New Way Media relating to this Agreement, any dispute under this Agreement, or Subscriber's subscription to or use of the Service, will be prepared exclusively by New Way Media.
No Resale Of Service. Subscriber agrees not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service without the express written consent of New Way Media.
Assignment. This Agreement may not be assigned by the Subscriber without the prior written approval of New Way Media, but may be assigned by New Way Media to a parent or subsidiary, an acquirer of assets, or a successor by merger.
Arbitration and Governing Law. Subscriber and New Way Media agree that any controversy, claim, or dispute arising out of or relating to this Agreement, or the breach thereof, or arising out of or relating to the services of either party, or the termination thereof, including any claims under federal, state, or local law, shall be resolved by arbitration in accordance with the rules of the American Arbitration Association. The parties agree that any award rendered by the arbitrator shall be final and binding, having jurisdiction thereof. This Agreement shall be construed pursuant to the laws of the Nevada County of Clark and applicable U.S. copyright, trademark and patent laws, and laws relating to trade secrets and unfair competition.
Unenforceability of Provisions. If any provision of this Agreement, or any portion thereof, is held to be invalid and unenforceable, then the remainder of the Agreement shall nevertheless remain in full force and effect.
Modification of Agreement. New Way Media reserves the right to change the terms and conditions of this Agreement, and all policies relating to the Service, at any time with or without notice. New Way Media shall post an updated version of this Agreement inside of the Service for Subscriber to review. The Subscriber agrees that continued use of the WAM Service after any such notice shall constitute Subscriber's consent to such changes.
Headings. The headings in this Agreement are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.
Notices. Any and all notices, demands, or other communications required or desired to be given hereunder relating to the terms and conditions of this Agreement shall be made in writing and shall be validly given or made to another party if personally served; or if deposited in the United States mail, certified or registered, postage prepaid, return receipt requested; or if by Email when receipt is electronically confirmed. If such notice or demand is served personally, notice shall be deemed constructively made at the time of such personal service. If such notice, demand, or other communication is given by mail, such notice shall be conclusively deemed given five days after deposit thereof in the United States mail addressed to the party to whom such notice, demand or other communication is to be given as follows: If to the Subscriber: the Subscriber’s address on record in New Way Media account information. If to New Way Media the Subscriber may give notice to:
New Way Media Corporation
8720 Red Oak Boulevard
Suite 102
Charlotte, NC 28217
Notices will not be accepted by email or voicemail.
Warranty Disclaimer. THE WAM SERVICE IS PROVIDED TO THE SUBSCRIBER STRICTLY ON AN “AS IS” BASIS AND NEW WAY MEDIA AND ITS LICENSORS MAKE NO WARRANTY, REPRESENTATION, OR GUARANTY, EITHER EXPRESS OR IMPLIED, AS TO THE FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, RELIABILITY, AVAILABILITY, OR ACCURACY OF CONTENT. NEW WAY MEDIA DOES NOT GUARANTEE, WARRANT, OR REPRESENT THAT THE SERVICE WILL BE SECURE, UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ERRORS OR DEFECTS WILL BE CORRECTED.
Limitation of Liability. IN NO EVENT SHALL NEW WAY MEDIA’S TOTAL LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY THE SUBSCRIBER TO NEW WAY MEDIA FOR THE WAM SERVICE UNDER THIS SERVICE AGREEMENT IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE ACT OF INJURY THAT GAVE RISE TO THE LIABILITY. NEITHER NEW WAY MEDIA NOR ITS LICENSORS SHALL BE LIABLE TO ANYONE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OR INACCURACY OF DATA, REVENUE, OR PROFITS) ARISING OUT OF, OR IN CONNECTION WITH, THIS SERVICE OR THE INABILITY TO USE THE SERVICE, EVEN IF NEW WAY MEDIA. HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.